SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
F O R M 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2002
ROBOGROUP T.E.K. LTD.
(Name of Registrant)
Rechov Hamelacha 13, Afeq Industrial Estate, Rosh HaAyin 48091 Israel
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Indicate by check mark whether by furnishing the information
contained in this Form, the registrant is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes [ ] No [X]
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82- ---------------
ROBOGROUP T.E.K LTD.
6-K Items
1. RoboGroup T.E.K Ltd. Immediate Disclosure - Execution of Asset Purchase
Agreement with Mentergy Ltd.
2. RoboGroup T.E.K Ltd. Press Release dated December 23, 2002.
ITEM 1
[GRAPHIC OMITTED][GRAPHIC OMITTED]
Tel Aviv Stock Exchange Ltd Registrar of Companies Israel Securities Authority
54 Achad Ha'am St PO Box 767 22 Kanfei Nesharim St
65202 Tel Aviv 91007 Jerusalem 95464 Jerusalem
re: RoboGroup T.E.K. Ltd - Immediate Disclosure
RoboGroup T.E.K. Ltd. (the "Company") announces signing an asset purchase
agreement with Mentergy Ltd. ("Mentergy"), for the purchase of the TrainNet live
video broadband interactive learning system. The contract was approved by the
district court of Tel-Aviv since Mentergy is in a proccess of "holding
proceedings" under the court's order.
The Company views this purchase as another step in expanding its e-learning
activities. The combination of the purchased product with the Company's
exisiting and developed products is expected to provide the Company's customers
with a unique interactive learning solution.
Very truly yours
RoboGroup T.E.K Ltd
December 23, 2002
ITEM 2
12/23/02 1:45 PM BUSINESS NEWS
IMMEDIATE RELEASE
RoboGroup Expands its e-Learning Operations, and Acquires TrainNet Assets
from Mentergy
RoboGroup signs agreement with Mentergy to acquire TrainNet, Live Interactive
Distance Learning system, and appoints Gidi Nimoy as e-Learning VP Sales &
Marketing, in a move to expand its e-learning offerings
ROSH HA'AYIN, Israel, December 23/PRNewswire -- RoboGroup T.E.K. Ltd. (Nasdaq:
ROBO - News), today announced the signing of an asset purchase agreement with
Mentergy Ltd. (NASDAQ: MNTE) for the purchase of the TrainNet live video
broadband Interactive Distance Learning (IDL) system
(http://www.mentergy.com/products/live_elearning/trainnet/).
RoboGroup is purchasing all assets of TrainNet. While terms of the transaction
were not disclosed, Mentergy, Inc. will receive a cash payment at closing, with
additional future cash payments in the form of royalties from future sales.
TrainNet is a highly scalable, broadband virtual classroom application that
provides high quality multicast video transmission, voice over IP, robust
student/instructor interaction and other advanced tools to deliver instructional
material over geographically dispersed e-learning environments. TrainNet
supports multiple, live, synchronous, instructor-led training, in both PC- and
TV-based classrooms via satellite, Internet or terrestrial based communications.
TrainNet also offers access to recorded asynchronous classes, as part of a
virtual campus. Designed to reach large numbers of geographically dispersed
participants, corporations, government organizations and universities can
implement TrainNet without compromising two-way communication or high level
interactivity.
In the move, RoboGroup also appointed Gidi Nimoy, formerly VP Sales and
Marketing of Mentergy Ltd., as VP Sales and Marketing of RoboGroup's e-learning
division. Several members of the Mentergy TrainNet staff are expected to join
RoboGroup, as well. In addition to Mr. Nimoy's role in assuring a smooth
transition of the TrainNet business to RoboGroup, he will also lead RoboGroup's
e-learning sales and marketing activities worldwide. Mr. Nimoy has significant
experience in international sales and marketing, most recently at Mentergy.
Previously he served as VP Sales and Marketing, and, later on, as President, of
Edusoft Ltd, where he established the company's international distribution
network in Latin America, Europe and Asia Pacific. Mr. Nimoy holds a B.Sc.
degree in Electronics Engineering from the Technion Institute, Haifa, Israel.
Mr. Haim Schleifer, Managing Director of RoboGroup and head of the e-learning
division commented: "RoboGroup has sought to expand its e-learning business, and
the acquisition of TrainNet increases our access to this growing field. The
combination of TrainNet, with our existing Learning Content Management System
(LCMS), Authoring Tool and Testing and Assessment Platform, and comprehensive
content, provides our customers with a unique interactive learning solution."
RoboGroup expects that TrainNet will enhance its current e-learning activity.
RoboGroup, whose traditional expertise lies in the field of automated
manufacturing technology training, has developed and implemented more than 600
hours of highly interactive web-based content. Based on RoboGroup's unique
"virtual hands-on concept", the content is designed to teach users practical
technology-based, "hard-skills" topics (i.e., robotics, pneumatics, hydraulics,
electronics) via online experimentation with high-quality interactive animations
and 3D modeling simulations. The Company has also developed and implemented an
Enterprise Learning Content Management System (LCMS), which enables content and
assessment authoring, deployment and tracking tools, as well as integrated
collaboration tools, detailed competency/skills tracking, user registration and
enrollment, micro- and macro- reporting, and more. Both the content and LCMS are
wholly XML-based and database driven. RoboGroup intends to resume ongoing
support for all existing TrainNet customers.
Ms. Tami Bonnett-Admi, VP of E-Learning Operations, noted: " We view the
acquisition of TrainNet as an avenue for reaching additional markets,
specifically the corporate sector. We believe that Mr. Nimoy's extensive
experience in both the e-learning and technology sectors are a perfect match for
RoboGroup's e-learning division."
Gidi Nimoy, the newly appointed VP of e-learning sales and marketing commented:
"We have seen a growing demand from TrainNet customers to expand TrainNet's
offering by adding content and LCMS to the TrainNet synchronous e-Learning
platform. The TrainNet acquisition by RoboGroup provides existing and future
customers with a combined solution, that includes an Interactive Distance
Learning platform, an LCMS and a rich library of e-learning content. I am sure
that within the Robogroup organization, TrainNet will gain further momentum,
both in R&D and marketing efforts, to strengthen its position as a leading
distance learning solution."
RoboGroup engages in three business sectors. The first focuses on new high tech
ventures such as MemCall, a fabless VLSI semiconductor developer with unique
Call Out MemoryTM technology for Internet and communications applications in
need of intensive Search and Filter capabilities. The second is comprised of
Yaskawa Eshed Technology (YET), a joint venture with Japan's Yaskawa Electric
Corp., which provides industrial motion controls, particularly those based on
its patented algorithms. The third sector is devoted to RoboGroup's training
products and e-learning system. RoboGroup is a world leader in engineering and
manufacturing technology training systems. The Company is market driven,
deriving its growth from technological leadership, strong partnerships and
management expertise.
For more information, visit http://www.robo-group.com.
To the extent that this press release discusses expectations about market
conditions or about market acceptance and future sales of the Company's
products, or otherwise makes statements about the future, such statements are
forward-looking and are subject to a number of risks and uncertainties that
could cause results to differ materially from the statements made. These factors
include the rapidly changing technology and evolving standards in the industries
in which the Company and its subsidiaries operate, risks associated with the
acceptance of new products by individual customers and by the market place and
other factors discussed in the business description, management discussion and
analysis, and risk factor sections of the Company's Annual Report on Form 20-F.
CONTACTS:
Talia Myron RoboGroup T.E.K. Ltd. Tel: 972-3-900-4170 taliam@robotec.co.il
Steven M. Bregman FRMO Corp. Tel: 646-495-7329 robogroup@frmo-ir.com
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
ROBOGROUP T.E.K. LTD.
---------------------
(Registrant)
By: /s/ Rafael Aravot
------------------------------------
Rafael Aravot
Chief Executive Officer
Date: December 24, 2002